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Synopsis

A Single Judge Bench of Justice R. I. Chagla on Thursday refused to allow the plea moved by former ICICI Bank CEO Chanda Kochhar seeking interim relief of early retirement benefits.

Kochhar had approached the High Court after the bank issued a letter to her terminating her cause. 

The bank had received a complaint against the former CEO concerning a violation of the Code of Conduct. A committee was formed under the former Supreme Court Justice Srikrishna to probe into the allegations. Kochhar then wrote to the bank that she will go on leave till the inquiry is completed. However, in another letter, she sought an early retirement with benefits subject to certain conditions which were accepted by the bank.

The inquiry committee, in 2019 concluded that Kochhar had violated the code of conduct, after which the bank issued her a letter terminating her services.

In her plea before High Court, the former CEO sought benefits of the Employee Stock Options Scheme which was allotted to her unconditionally in the early retirement benefit.

The advocates for the bank argued that she was not entitled to ESOPs since she did not approach the court with clean hands.

Justice Chagla while rejecting Kocharr's plea noted, 

"I find that Mrs. Kochhar has not come with clean hands in that she had feigned ignorance of the ERS (amended in 2016) by placing reliance upon letter dated 24th September, 2018 issued by the Board of ICICI Bank to her which provided the benefits she would be entitled to under the ERS, 2005. Thereafter ICICI Bank had placed on record the ERS 2005 (as amended in 2016) which was approved by Mrs. Kochhar as ICICI Bank’s MD and CEO which contained the clause that ICICI Bank had reserved its right to withdraw any features / benefits given under ERS in the event the employee did not comply with good conduct. Mrs. Kochhar had contended that this clause was not contained in the said letter dated 24th September 2018 which had been issued to her. Mrs. Kochhar has thus suppressed the ERS amended in 2016 which she herself had approved".

The court further held, "Having considered that the acceptance of early retirement by ICICI Bank was on account of its not having complete knowledge of the facts, including nondisclosure by Mrs. Kochhar of various facts which were only learned of upon receipt of the Enquiry report by Justice Srikrishna (Retired), in my prima facie view, ICICI Bank was justified in revoking acceptance of early retirement vide communication dated 30th January 2019"

Chanda Kochhar was represented by Senior Advocate Aspi Chinoy. ICICI bank was represented by Senior Advocate Darius Khambata and Senior Advocate Birendra Saraf.